NUSCALE POWER Corp
For the period ended Sep 30, 2024. Filed Nov 8, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 8, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-08-09.
0001822966-24-000115
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-08.
0001822966-24-000144
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 51 previous paragraphs and 54 current paragraphs.
30 unchanged; 17 reworded; 7 added; 4 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 2 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
Revenue Recognition
Current report
As we continue to transition from a R&D company toward the commercialization of our SMR, we continue to expand our array of products and services. During the third fiscal quarter of 2024, the Company entered into a revenue generating agreement with a customer, structured as a fixed price contract with variable consideration. Under this fixed price contract, all amounts currently collected are deferred and included in Customer deposit on the condensed consolidated balance sheet, with revenue to be recognized as performance obligations are achieved.
Current report
Comparison of the Nine Months Ended September 30, 2024 and 2023
Current report
Subsequent to September 30, 2024, the Company executed a revenue generating agreement with Fluor, whereby NuScale will provide engineering and design services in support of Phase 2 Front-End Engineering and Design for a VOYGRTM-6 Nuclear Power Generation project.
Current report
During the nine months ended September 30, 2024 the Company purchased short-term investments totaling $45.0 million, while during the same period in the prior year, the Company sold $50.0 million in short-term investments.
Current report
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (ASU 2023-09). ASU 2023-09 requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The amendment in the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The ASU’s amendments are effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact that adoption of ASU 2023-09 will have on our condensed consolidated financial statements.
Current report
In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures. ASU 2023-07 requires annual and interim disclosures that are expected to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. The provisions of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating ASU 2023-07 to determine its impact on the Company’s disclosures, however, the Company does not expect ASU 2023-07 to have a material impact.
Removed paragraphs (4)
Previous report
Comparison of the Six Months Ended June 30, 2024 and 2023
Previous report
Subsequent to June 30, 2024, the Company executed a revenue generating agreement with RoPower in relation to the advancement of Doicesti project Phase 2 Front-End Engineering Design, a project which targets the development of six NuScale power modules at a former coal plant site in Doicești, Romania.
Previous report
During the six months ended June 30, 2023 the Company sold a short-term investment for $50.0 million. Typically, investing activities will consist of capital expenditures, although during the six months ended June 30, 2024 NuScale received insurance proceeds for property, plant and equipment.
Previous report
Management believes there is no new accounting guidance issued but not yet effective that would have a material impact to the Company’s current financial statements.
Reworded paragraphs (17)
Previous wording
The following discussion and analysis of the financial condition and results of operations of NuScale Power Corporation should be read together with our financial statements as of and for the years ended December 31, 2023 and 2022 and our unaudited interim condensed consolidated financial statements as of and for the three and six months ended June 30, 2024 and 2023, together with related notes thereto. This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those projected in these forward-looking statements as a result of various factors. As used herein, “NuScale,” “the Company,” “us,” “our” or “we” refer to NuScale Power Corporation, together with its consolidated subsidiaries.
Current wording
The following discussion and analysis of the financial condition and results of operations of NuScale Power Corporation should be read together with our financial statements as of and for the years ended December 31, 2023 and 2022 and our unaudited interim condensed consolidated financial statements as of and for the three and nine months ended September 30, 2024 and 2023, together with related notes thereto. This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those projected in these forward-looking statements as a result of various factors. As used herein, “NuScale,” “the Company,” “us,” “our” or “we” refer to NuScale Power Corporation, together with its consolidated subsidiaries.
Previous wording
R&D expenses decreased as a result of $2.5 million in lower compensation costs associated with our transition from a R&D-based company to a commercial company, while we also had lower professional fees of $12.2 million due to the loss of the CFPP LLC contract and cost cutting measures.
Current wording
R&D expenses decreased as a result of $2.1 million in lower compensation costs associated with our transition from a R&D-based company to a commercial company, while we also had lower professional fees of $49.4 million which is comprised of a $34.5 million CFPP LLC contract termination fee, combined with various internal cost optimizing measures.
Previous wording
The change resulted from a significant increase in the Company’s warrant price, consistent with the Company’s stock price, during the three months ended June 30, 2024.
Current wording
The change resulted from an increase in the Company’s warrant price during the three months ended September 30, 2024, while the price dropped during the same period in the previous fiscal year.
Previous wording
For the six months ended June 30, 2023, amounts totaling $1.9 million were reclassified out of Other expenses and into R&D expenses to conform to the current year presentation.
Current wording
For the nine months ended September 30, 2023, amounts totaling $1.9 million were reclassified out of Other expenses and into R&D expenses to conform to the current year presentation.
Previous wording
R&D expenses decreased as a result of $3.9 million in lower compensation costs associated with our transition from a R&D-based company to a commercial company, while we also had lower professional fees of $25.1 million due to the loss of the CFPP contract and cost cutting measures.
Current wording
R&D expenses decreased as a result of $6.0 million in lower compensation costs associated with our transition from a R&D-based company to a commercial company, along with lower professional fees of $74.5 million, which includes a $34.5 million CFPP LLC contract termination fee, combined with various internal cost optimization measures.
Previous wording
G&A expenses increased due to $1.4 million in compensation costs resulting from severance costs, partially offset by savings related to the workforce reduction. Further, we had $5.3 million higher strategic marketing expenses as we continue to target potential customers. These increases were partially offset by management successfully executing their strategy for controlling costs related to nonessential items.
Current wording
G&A expenses increased due to higher strategic marketing expenses in the amount of $7.4 million, partially offset by lower professional fees and management successfully executing their strategy for controlling costs related to nonessential items.
Previous wording
Other expenses decreased as a result of lower equity-based compensation in the amount of $1.6 million along with savings on nonessential expenses management has identified and eliminated.
Current wording
Other expenses decreased as a result of lower equity-based compensation in the amount of $2.2 million along with savings on nonessential expenses management has identified and eliminated.
Previous wording
The change resulted from a significant increase in the Company’s warrant price during the six months ended June 30, 2024.
Current wording
The change resulted from an increase in the Company’s warrant price during the nine months ended September 30, 2024, while the price decreased during the same period in the prior year.
Previous wording
During the three and six months ended June 30, 2024, the Company issued and sold shares of Class A common stock in the amount of 4,198,064 and 12,696,994, respectively, at a weighted average price of $7.58 and $5.87 per share, respectively. During the three months ended June 30, 2024, the ATM Program generated gross and net proceeds of $31.8 million and $31.0 million, respectively, while for the six months ended June 30, 2024 the ATM Program generated gross and net proceeds of $74.5 million and $72.6 million, respectively. As of June 30, 2024, we have 5,565,628 shares of Class A common stock authorized and available under the ATM Program at an aggregate sales price of up to $65.1 million.
Current wording
During the three months ended September 30, 2024, the ATM Program generated gross proceeds of $32.0 million and net proceeds of $31.2 million, while for three and nine months ended September 30, 2023, the ATM Program generated gross and net proceeds of $8.3 million and $7.9 million, respectively. During the nine months ended September 30, 2024 the ATM Program generated gross and net proceeds of $106.5 million and $103.8 million, respectively. As of September 30, 2024, we have 2,601,042 shares of Class A common stock authorized and available under the ATM Program at an aggregate sales price of up to $33.1 million.
Previous wording
Subsequent to June 30, 2024, the Company issued and sold 1,420,391 shares of Class A common stock under the ATM Program for the gross and net proceeds of $18,858 and $18,386, respectively.
Current wording
Subsequent to September 30, 2024, the Company issued and sold 2,601,042 shares of Class A common stock under the ATM Program for the gross and net proceeds of $32.5 million and $31.6 million, respectively.
Previous wording
Since NuScale’s inception, we have incurred significant operating losses and have an accumulated deficit of $284.6 million, with negative operating cash flows. As of June 30, 2024, we had cash and cash equivalents of $130.9 million and restricted cash of $5.1 million with no debt. Historically, our primary sources of cash included investment capital, DOE and other government sponsored cost share agreements to support the advancement of the Company’s SMR technology both domestically and abroad. As we transition from a focus on research and development to commercialization of our technology, the Company is focusing on commercial contracts that generate revenue. These factors combined with the execution of the Release Agreement with CFPP LLC have impacted our cash flow from operations during the periodand our forecasted cash flow from operations during the remainder of the 2024 fiscal year. While we believe we have sufficient funds to reach commercialization of our NPM, certain costs are not reasonably estimable at this time, and we may require additional funding, which may not be available on terms acceptable to us or at all. Our projections anticipate certain customer-sourced income that is not assured and DOE funds which are subject to Congressional appropriations and dependent on the President signing it into law.
Current wording
Since NuScale’s inception, we have incurred significant operating losses and have an accumulated deficit of $302.1 million, with negative operating cash flows. As of September 30, 2024, we had cash and cash equivalents of $111.6 million, short-term investments of $45.0 million and restricted cash of $5.1 million with no debt. Historically, our primary sources of cash included investment capital, DOE and other government sponsored cost share agreements to support the advancement of the Company’s SMR technology both domestically and abroad. As we transition from a focus on research and development to commercialization of our technology, the Company is focusing on commercial contracts that generate revenue. While we believe we have sufficient funds to reach commercialization of our NPM, certain costs are not reasonably estimable at this time, and we may require additional funding, which may not be available on terms acceptable to us or at all. Our projections anticipate certain customer-sourced income that is not assured and DOE funds which are subject to Congressional appropriations and dependent on the President signing it into law.
Previous wording
On January 5, 2024, NuScale announced a plan to reduce the Company’s workforce by 154 full time employees, or 28%, in order to continue our transition from a R&D-based company to a commercial company. This resulted in a one-time charge of $3.2 million during thesix months ended June 30, 2024.
Current wording
On January 5, 2024, NuScale announced a plan to reduce the Company’s workforce by 154 full time employees, or 28%, in order to continue our transition from a R&D-based company to a commercial company. This resulted in a one-time charge of $3.2 million during the nine months ended September 30, 2024.
Previous wording
As a result of the cost-cutting plans implemented by management, the utilization of our ATM Program and the execution of a customer contract subsequent to June 30, 2024, we believe we will have sufficient funds available to cover required R&D activities and operating cash needs for the next twelve months. Further, management plans to prudently manage its expenses and cash reserves into the future, including beyond the next twelve months, recognizing the need to secure additional customer commitments to support long-term operations. For additional information regarding these risk factors, see the Company’s 2023 Form 10-K.
Current wording
As a result of the cost-optimization plans implemented by management, the utilization of our ATM Program and the execution of customer contracts, we believe we will have sufficient funds available to cover required R&D activities and operating cash needs for the next twelve months. Further, management plans to prudently manage its expenses and cash reserves into the future, including beyond the next twelve months, recognizing the need to secure additional customer commitments to support long-term operations. For additional information regarding these risk factors, see the Company’s 2023 Form 10-K.
Previous wording
Comparison of Cash Flows for the Six Months Ended June 30, 2024 and 2023
Current wording
Comparison of Cash Flows for the Nine Months Ended September 30, 2024 and 2023
Previous wording
Our cash used in operations improved during the six months ended June 30, 2024 due to lower payments for business development services and other efficiencies.
Current wording
Our cash used in operations improved during the nine months ended September 30, 2024 due to the receipt of the customer deposit and lower strategic marketing spend.
Previous wording
Cash Flows provided by Investing Activities
Current wording
Cash Flows (used) provided by Investing Activities
Previous wording
During the six months ended June 30, 2024, net cash provided by financing activities consisted of proceeds from the utilization of our ATM Program and the exercise of stock options, while during the six months ended June 30, 2023 the proceeds originated only from the exercise of stock options.
Current wording
During both the nine months ended September 30, 2024 and 2023, net cash provided by financing activities consisted of proceeds from the utilization of our ATM Program and the exercise of stock options.